Rainbow Factory
by OtakuNinja-chan
Summary: In the peaceful land of Equistria, where all is pure, a looming storm brews in which none had expected. In the high rolling clouds floats the infamous Rainbow Factory. Friends are lost, innocents are slain, and alliances are formed as we join RaverHeart in her quest to end the formidable foe Fluttershy and her deranged minions. I own nothing except my OC's.
1. Chapter 1

_Cold. That's all I remember. It was cold and I was alone in the dark. I didn't know how I got there nor when, all I did understand was that the large pounding noise was getting closer and closer._

RaverHeart looked up at the dark stone ceiling, a cold shiver running up her spine. She hesitantly sat up and glanced at her surroundings. A room, built from concrete. She turned her head towards the barely visible glow of a candle that had been burned to the the near end of it's wick. Bars of shadows coated her mint green fur and dirty blonde black tipped mane. She rubbed her head and stood on her black hooves slowly, stepping up to the iron fence-like door. '_Where...' _she thought. She shuttered as she heard a large metal door scrape against the unforgivingly cold ground. She covered her ears and shut her eyes tightly and waited for the shrewd noise to pass. The scraping soon faded to silence and a beam of light shined from a far wall outside of the freezing cell. '_Who's there?'_ she asked herself, backing away from the cell bars. "Grab her and put her with the other ponies." commanded a strong male voice. She stared at the three shadows that stood in the white light that spilled through the open door. _'Wait, is he talking about me?' _she asked her thoughts, backing even further to the wall opposite from the bars.

Clink, clink, clink, clink, clink, clink.

Two dark figures walked into her view in front of the cell, having made a metallic noise with every step the supposed ponies made. Then, the strange figures opened the cell door, proceeding to enter. "Wh-who a-are you?" she inquired, her hind leg bumping into the wall behind her, enabling her from backing away any farther. Neither of the strangers answered. They stepped closer, still not responding to her question. Suddenly, they grabbed her forelegs, pulling roughly through the cell door. "let me go!" she shouted demandingly, attempting to free her forelegs from their ice-cold grip. "Try as you might, you shall not escape." said the male voice. Rave looked to the side to see a tall gray pony with black fur that went from his black hooves and faded away to gray as it reached higher up his legs, black short mane, and a red X and a black heart under the said X as his pony mark. But what caught her attention most was his gray black tipped wings. "Where am I!?" she demanded, glaring at the gray pony. He simply gave her a serious expression and faced the two strange ponies "Take her the holding chamber now." he said then turned away from them. The pony grunts tugged at her forelegs, forcing her to move towards the light of the door. Her eyes grew wide and she felt her heart drop. "No!" she yelped, struggling against their hold. "let me go!" She dug her back hooves into the ground, trying to prevent from moving further towards the door. She then finally noticed why the ponies were so abnormal. Robots! They were robot ponies, but not only ponies, they were pegasus ponies, each with only one mechanical eye. She pulled and shouted but only to find no sort of freedom. "I said " .GO!" she cried out, her expression that of pure hate and distress. The black and techno rainbow stripped heart and headphones known as her cutie mark began to glow, indicating her powers becoming active. Her deep forest green eyes then glowed bright neon green and two large speakers materialized above the droid pegasis' heads. "I'm about to..." she began "...drop the base." The speakers went hurdling down on top of the mecha-ponies. The droids were completely smashed by the massive speakers, crushed like soda cans.

The gray pony quickly turned around to see his minion droids destroyed and Rave's eyes glowing. He growled angrily, baring his surprisingly sharp canine-like teeth. She moved her hooves into a fighting stance, bracing herself for any attack. "Resistance is futile" he warned. She scoffed and and replied, "That's what you think." Three eight feet tall speakers materialized behind her. "Let's see if you'd like a little bit of rave." she stated. The speakers burst to life, rave music flowing through the air. "Now, it's a party!" she exclaimed, her voice barely audible.

The loud, thunderous, fast-paced music boomed through out the air, throwing the gray pony across the room, his back colliding with the stone wall. He roared in pain and quickly stood on his hooves, his eyes glowing a dangerous red. "You will regret that." he growled, his wings spanning out, reaching to nearly touch the walls on either side of him. With one flap of his enormous wings, he flew with incredible speed, knocking into Rave. "GAAAH!" she yelped. Her head hit hard on the cell bars, causing her to cry out in pain. She stood on wobbly legs and stared at him. "Let's kick this up a notch!" she said, a line of blood seeping from her mouth. The colossal speakers, pouring out music waves of destruction grew louder, reaching their highest decimal. Rays of techno colored lights striking out, lashed at the gray pony. He blocked his body with his wings, their gray and black feathers being ripped away by the harsh lights. "Looks like I won this fight, !" she laughed victoriously.

Suddenly, the room was clouded with thick black smoke, obscuring Raverheart's vision and the speakers began to die down. "Crap." she squeaked. She looked about herself nervously. 'Where is he?' she asked her inner thoughts. Panic then settled into her chest and she turned about wildly, unaware of the pare of glowing red eyes staring at her through the smoke.

He admired her strength and courage but she had been foolish to believe that she could ever beat him. A deep growl rumbled in his chest as he stepped closer to her.

Fear gripped her heart as she stood perfectly still, her eyes wide and scared. Her lungs heaved heavily. "Wh-where are you!?" she shouted, demanding for an answer. Her stomach jumped into her throat as she felt warm breath against her neck. She swallowed hard and closed her eyes tightly, praying for what she thought wasn't true.

He inhaled her sweet scent, the smell of strawberries and chocolate. He chuckled darkly behind her ear, causing her to jump. He watched as she turned around to face him, terror riddling her features. Such an adorable look he found it. He smirked mockingly down at her frightened expression. "I win." he said almost in a whisper. Then before she could react, she was engulfed in a ball of red light. She screamed in pain as the searing light seemed to burn her from the inside out. Just as she thought she would surely be left as a pile of ash, the light faded. She fell limply onto the ground panting heavily. He stood victoriously above her, smirking at her frail form. The pained expression on her he simply found endearing. Such a sensation to see the fear in his enemies' eyes. To know how much they feared him. He had no need in a companion, he himself proved to be the only worthy one of his company. He strode towards the heavy metal door to press a button under a speaker. "Send two droids to cell block B immediately." he ordered sharply, receiving a chirpish 'Yes sir.' from the speaker. He sighed and folded his wings to his sides, turning back to Raverheart's defeated form. None had dared to face him such as she had. Though he supposed it was due to her lack of knowledge of who he was.

All ponies knew him, all ponies feared him, even his allies where terrified by him. The fact that she had no idea whom he was infuriated him, but nonetheless she would soon learn... Quickly. He watched her as he waited for his robotic assistance, her chest rising and falling with each breath. Her face held a near peaceful expression as she was in her unconscious state. His eyes trailed her limp form. It would be quite a shame to dispose of her. Such a creature like herself would be an improved addition to his legion of pegasi, but sadly, she had no wings, therefore she could not even survive the factory for very long. She would be as the rest; resources for the machine to transform. He sighed regretfully; it's a pity that such a strong pony as her self was the prey. Already the pegasi union had been over run with weak and pathetic ponies. It was aggravating.

He heard the faint clanking of mechanical hooves, it was about time. Two mecha-ponies marched into the battle grounds of the two ponies. The blood spatters on their metallic chest proving from which facility they came from. The Chop Hall. That's where she would be held until the time came for her...disposure. "Drag her to the Chop Hall holding cell." he commanded, his voice firm and strict. The droids then made there way to Raverheart, roughly picking up her and pulling her through the giant metal door.

_Who is she? When'd she get here? They got her too, huh?_

The voices around Raverheart raised her from her unsure state of mind as well as the loud thudding coming from above her. Groggily, she opened her eyes, her vision blurry. She strained her eyes to view the pony in front of her. A pink pony with curly hot pink main and dim blue eyes, void of any happiness. Slowly she sat up from the cold wet floor, rubbing her eyes. "W-where am I?" she asked wearily, her head throbbing. Silence. Only the heavy pounding from above. "Hell." answered a pony behind her. She turned her head to the pony. A white thin unicorn with a broken horn, deep bags under his orange fading eyes, and messy thin white mane, baring a barely visible pony mark of what looked like book and a dove. She gave him a questioning look and shook her head. "What do you mean?" she asked. A light blue pony with a blind eye walked next to the other. She was thin as well but was terribly scruffy. Her choppy dark blue and green mane a tangled mess and her green eye badly bruised, her pony mark revealing a doplhin with small pink and red hearts surounding it in a circle. "He means that were in a place similar to it." she said, her voice weak and dry. "Were in the Rainbow Factory." added a small young yellow unicorn with short dark red mane, her orange eyes still lit with hope but with the hint of unimaginable fear. Her pony mark was still not revealed. "R-rainbow Factory?" Raverheart asked, her hooves starting to shake. "The Rainbow Factory, where your fears and horrors come true." the pink pony sang quietly. Everyone turned their attention to the pink pony who merely chanted the line over and over, growing louder with each verse. Suddenly, the pink pony let out a blood curdling screech that cause Rave to scramble away from her. The pink pony screamed and laughed, her eyes crazed. "Pinkie!" shouted the blue pony, grabbing hold of the panicking pink pony. "Pinkiepie calm down!" she yelped. Pinkiepie thrashed about madly, attempting to escape the other pony's grip. "CUPCAKES, CUPCAKES, CUPCAKES!I WANT CUPCAKES! LEMME MAKE CUPCAKES! PLEEEEEAAASE!" Pinkiepie screeched, her voice breaking. Suddenly, her body began to shake violently as her eyes rolled to the back of her head, foam spilling from her mouth. She fell onto the hard ground, her body spasming. "Oh my stars, Pinkie!" screamed the blue pony. The white pony quickly lifted Pinkiepie's hind hooves. "Keep her feet elevated." he said gruffly. Rave blinked her eyes as she watched the scene before her. Then she heard the gentle whimpers behind her. "Is Pinkie gonna be okay, Mama?" the small pony asked, tears trailing down her face. The blue pony looked at her child and smiled weakly. "Of course Flora sweety, Pinkie's going to be just fine." she said. Floramane nodded, tears flowing freely down her cheeks. Rave snapped out of her terrified daze and turned to Floramane, collecting her in her forelegs, holding her close. "Shh, don't look sweet heart." she said, her voice shaky and uncertain. Floramane buried her muzzle into Raverheart's mane as she shut her eyes tightly. She hugged Rave tightly soaking her fur with tears.

Suddenly, they heard a loud crank. Raverheart looked up to see that the wooden plank ceiling was moving. "Oh stars, not again!" Floraman's mother cried. The planks that were the ceiling thudded against the ground, chains connected to each corner the fed out of the giant hole above them. Without any warning, two droids came out of the shadows and grabbed a hold of Floramane's mother. "Aquaria!" shouted the white unicorn, trying to fight off the robot ponies. The small pony then peered over Rave's shoulder to see her mother being lifted away by the ceiling/platform. "Mommy! Mommy no!" Flora screamed, reaching for her mother. "Protect my baby, please!" Aquaria cried as her eyes brimmed with tears. "Mommy no! No! NO!" Flora screamed, wriggling out Rave's hold. "Mommy loves you Flora, remember mommy will always love you." she called to her daughter. Rave quickly grabbed Flora and pulled her away from the menacing mecha-ponies. "Mommy!" Flora screamed as she still reached for her mother. Rave's heart sank into the pit of her stomach and a knot forming in her throat. And then Floraman's mother was out of their sight and the wooden platform retook it's place as the ceiling. Screams filled the room and echoed from outside. "Where did she go? What's going on?" she asked, struggling to calm Flora down. The white unicorn simply looked down solemnly, not uttering a word.


	2. Chapter 2

"Please, please don't do this." Aquaria pleaded as she was cuffed to the machine, the scissor like needle unfolding to its extraction process. The two menacing pegasi smiled maliciously and ignored her pained cries as the machine's needle plunged into her chest, draining away her color and life. Blood trickled down her fur and pooled under her. Her limp, lifeless corpse was then tossed to the disassembling line; crushing and pulverizing the pony's mutilated body. Not too far off, a certain gray pony looked down upon the little event, his face expressionless and as cold as the body that once belonged to Aquaria. He held no sympathy for the non-winged but pity he gave instead. Oh, how they must wish to be blessed enough to own a pair of wings. How they must have prayed to be gifted with such beauty. But no, they were left wingless and forsaken.

"NoHeart!" called a wretchedly scratchy voice, "Oh, NooooHeart!" NoHeart sighed regretfully as a lime green pegasus with dark and light green filthy short choppy mane flew to his side. "There you are." the ghastly pony giggled, it's voice simaliar to that of claws dragging down a chalk board. "What do you want, Screecher?" NoHeart reluctantly asked, his black feathers ruffling as Screecher leened against him. "Oooooh, nothing in particular..." Screecher said "innocently", "It's just...well..." he the began to giggle uncontrollably and shouted "MASTER FLUTTERSHY WANTS TO SEEEEEE YOOOUUU!" The pony then broke into a loud fit of laughter. NoHeart's ears ached from the earlier episode of noise already, no there is this nuisance. "YOW!" Screecher yelped as he rubbed a singed spot on his head, the fur now burnt and gone from the area. "Silence!" NoHeart warned as he stalked away into the darkness. "Ooooooh, I'm telling Master FlutterShy!" Screecher whimpered as he quickly flew up and with an ear piercing shriek, he too disappeared into the dark.

"What the chaos was that?" RaverHeart asked as an awful noise peirced the air. "That would be the sound of Screecher." said the white unicorn. Floramane huddled closely to Rave, fresh tears still spilling from her eyes. "Who's Screecher." Rave asked as she picked up Flora. "Screecher is an insane pony with an insensible loud mouth and obnoxious behavior and clearly deserves to have his wings CLIPPED." answered a voice from a dark corner. They all stood up immediately and looked about the cell in search for the voice.

Out of the shadows stepped a pony RaverHeart recognized. "You." she growled as the pony stepped closer. NoHeart stood tall in front them, his glowing red eyes starring into RaverHeart's green ones. Flormane sniffled and hid behind the two older ponies. "Ah, I'm so pleased you can remember me." He said sarcastically, rolling his eyes. He then peered down at little Floramane. She she sobbed and closed her eyes tightly as she tried to avoid his sight. The old unicorn then stood in front of the two others, sheilding Flora from NoHeart's frightful gaze." What do you want?" asked Rave distastefully, her own eyes beginning to dimly glow. NoHeart huffed and turned his back at her and replied, "I simply came to see how my favorite prisoner was, is that to much to ask?" he said, a ghost of a sly grin appearing on his face. "Oh, why you!" Rave growled as she lunged toward the gray pony. Then, without any effort, he stepped out of her line of attack and she hit the wall behind him, her head making contact with the concrete. "ACK!" she cried as she held on to her head. "YOU JERK!" she then rushed for him again, but he didn't move this time. He quickly pinned her to the ground, inhaled the scent of her mane and whispered into her ear, "I can see that you and I are going to have a great time with each other." He smiled cruelly down at her, her eyes wide with fear and sweat rolling down her face. He then left her there on the ground, paralyzed with fear. "I'll see you soon." he said as he left the cell, his usual expressionless face reappearing. "Oh, I nearly forgot, Master FlutterShy has told me some interesting news, one of you lucky ponies get to test out our latest machine. Sleep well." He was then out of sight.

RaverHeart sat up on the cold floor of the cell and starred off into the dark shadows where NoHeart disappeared. Floramane nudged her arm and looked to the old white unicorn. He stood beside Rave and put a hoof on her shoulder, awakening her from her scared dazed. Rave shook her head and took deep breaths in effort to gather herself together. She looked up at the old unicorn, question in her eyes. They all understood what she was going to ask but they did not answer for they wondered as well; What is the latest machine?


	3. Greetings

Greetings my fellow fans! 'Tis I Otakuninja-chan here to report and update.

I apologize for the inconvenience but I may not be able to post a story for some while and will need time and inspiration to help my story along.

Also, I have been busied with other stories and school and the like so I have not hade much of the needed time I wish to possess to add another chapter to my Rainbow Factory Story.

But, fear not; I shall post someday soon and it shall be glorious.

Sincerely

Otakuninja-chan


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